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Shift4 Payments Inc 8-K Filings

FOUR NYSE

Every 8-K that Shift4 Payments Inc (FOUR) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow FOUR and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full FOUR filings page.

Rhea-AI Summary

Shift4 Payments reported strong Q2 2026 growth, anchored by higher payment volumes and expanding international operations. Payment volume reached $61 billion, up 22% year over year. Gross revenue was $1,295 million, up 34%, while gross revenue less network fees (“GRLNF”) rose to $624 million, up 51% and 11% on an organic basis. Gross profit grew 53% to $420 million.

Net income for the quarter was $24 million, or $0.08 per diluted share. Non-GAAP net income was $119 million with non-GAAP EPS of $1.32. EBITDA was $238 million and Adjusted EBITDA $284 million, up 45% and 39%, with a 46% Adjusted EBITDA margin. Net cash from operating activities was $63 million and Adjusted Free Cash Flow $21 million, both down year over year. For full-year 2026, Shift4 guides to volume of $240–260 billion, GRLNF of $2.48–2.53 billion, Adjusted EBITDA of $1.15–1.18 billion, non-GAAP EPS of $5.15–5.35, and Adjusted Free Cash Flow of $465–475 million, reflecting about $25 million of expected Middle East travel disruption and roughly $20 million of FX impact.

Rhea-AI Summary

Shift4 Payments, Inc., through subsidiary Shift4 Payments, LLC, entered into Amendment No. 4 to its Second Amended and Restated First Lien Credit Agreement on July 8, 2026. The amendment adds a $1.0 billion incremental senior secured term loan, which is fungible with the existing Amendment No. 3 Refinancing Term Loans and governed by substantially identical terms.

The amendment also extends the revolving credit facility maturity to July 8, 2031 and makes other changes while otherwise leaving key provisions of the agreement in effect. After giving effect to the amendment, Shift4 Payments, LLC had $1,995,006,250 of Amendment No. 3 Refinancing Term Loans (including the new incremental term loans) outstanding and $0 of Revolving Loans outstanding under the amended agreement. Proceeds from the new term loans are allocated to fees, premiums, expenses and other transaction costs, as well as general corporate purposes, subject to the loan documents.

Rhea-AI Summary

Shift4 Payments, Inc. reported the results of its annual stockholder meeting held on June 12, 2026. Stockholders representing 69,298,837 Class A shares, or about 87.35% of shares outstanding as of the April 13, 2026 record date, were present or represented by proxy.

All proposals passed. Three Class III directors — Sam Bakhshandehpour, Jonathan Halkyard, and Nancy Disman — were elected for terms expiring at the 2029 annual meeting. Stockholders also ratified the appointment of PricewaterhouseCoopers LLP as independent auditor for the year ending December 31, 2026 and approved, on an advisory basis, compensation for named executive officers.

In addition, stockholders approved a Second Amended and Restated Certificate of Incorporation that, among other changes, eliminates authorization for Class B and Class C common stock and adds officer exculpation to the extent permitted by Delaware law. They also approved the Company’s 2026 Employee Stock Purchase Plan.

Rhea-AI Summary

Shift4 Payments reported strong Q1 2026 results, showing rapid growth and rising profitability despite macro volatility. Payment volume reached $56 billion, up 24% year over year. Gross revenue was $1.121 billion, up 32%, while gross revenue less network fees rose 49% to $549 million.

Gross profit grew 54% to $370 million. Net income was $12 million, with GAAP diluted EPS of $(0.01) and non-GAAP EPS of $0.97. EBITDA was $183 million and Adjusted EBITDA $234 million, up 63% and 39%, for a 43% Adjusted EBITDA margin. Operating cash flow was $134 million and Adjusted Free Cash Flow $88 million, both up strongly. The company reaffirmed its full-year 2026 guidance and added quarterly outlook while continuing significant share repurchases.

Rhea-AI Summary

Shift4 Payments, Inc. reported that James (“Jay”) Whalen will resign as Chief Accounting Officer effective April 3, 2026 to take a role at another company outside the fintech industry. The company stated that his departure is not due to any disagreement over operations, policies, or practices.

On the effective date, Chief Financial Officer Christopher N. Cruz will be designated as the principal accounting officer, and Filippos Mintiloglitis will serve as interim Chief Accounting Officer. CEO Taylor Lauber highlighted Whalen’s contributions and said Mintiloglitis’ public company reporting and international experience will support Shift4’s increasingly global organization and the integration of Global Blue.

Rhea-AI Summary

Shift4 Payments reported record Q4 2025 results and issued strong 2026 guidance. In Q4, payment volume reached $59 billion, up 23% year over year, while gross revenue rose to $1,189 million and gross profit to $429 million, a 58% increase.

Gross revenue less network fees grew 51% to $610 million, and Adjusted EBITDA climbed 48% to $304 million, producing a 50% Adjusted EBITDA margin. Net income was $53 million, or $0.36 diluted EPS, and non-GAAP EPS was $1.60 per share.

Net cash provided by operating activities was $224 million, with Adjusted Free Cash Flow of $171 million, up 28%. For 2026, the company guides to gross revenue less network fees of $2.50–$2.60 billion (up 26–31%), Adjusted EBITDA of $1.165–$1.215 billion (up 20–25%), and non-GAAP EPS of $5.50–$5.70, reflecting continued growth following the Global Blue acquisition.

Rhea-AI Summary

Shift4 Payments, Inc. entered into a Transaction Agreement with founder Jared Isaacman, Rook Holdings, and Shift4 LLC to collapse its Up-C structure and simplify its equity. Isaacman exchanged all LLC interests and Class C and Class B-related holdings into Class A shares, eliminating his majority voting control.

As part of a broader simplification review overseen by an independent special committee, Rook assigned and waived rights under the tax receivable agreement, relieving Shift4 of an estimated $440 million of future TRA payments and waiving certain stockholder agreement rights. In return for these company benefits, Isaacman (via Rook) received $191.8 million in value, including approximately $138.8 million in cash and 423,296 shares of mandatory convertible preferred stock, plus recognition of his prior commitment to fund half of a discretionary equity program. Isaacman also agreed to a five-year non-compete and potential good-faith discussions to return to the company after his NASA service.

Rhea-AI Summary

Shift4 Payments, Inc. has amended its first lien credit agreement to reprice its senior secured term loan facility. On January 5, 2026, subsidiary Shift4 Payments, LLC and its guarantor subsidiaries entered into Amendment No. 3, creating new refinancing term loans that replace all prior term loans under the existing agreement.

The new term loans carry lower interest margins. For SOFR-based loans, the margin was reduced from between 2.50%–2.75% per year to 2.00%. For alternate base rate loans, the margin was reduced from between 1.50%–1.75% to 1.00%. As of January 5, 2026, Shift4, LLC had $997,500,000 of these refinancing term loans outstanding and $0 drawn under the revolving loan facility.

Rhea-AI Summary

Shift4 Payments announced that founder Jared Isaacman has been sworn in as the 15th Administrator of NASA following his U.S. Senate confirmation vote on December 17, 2025. Upon confirmation, he resigned as Executive Chairman, as a Class I director, and as a member of the Board’s Nominating and Corporate Governance Committee. The Board appointed Taylor Lauber as Chairman, effective as of the confirmation.

In line with an agreement with the U.S. Office of Government Ethics, Isaacman agreed to vote approximately 25% of all outstanding voting power of the Company’s Class A, Class B and Class C common stock held by him and his affiliates pursuant to a new letter agreement. Within 60 days of starting his NASA role, he has represented that he intends to convert his Shift4 Payments, LLC equity units and his Class B and Class C shares into Class A shares and terminate the existing tax receivable agreement to collapse the current Up‑C structure, with terms to be negotiated consistent with similar transactions. As a result, Shift4 will no longer qualify as a “controlled company” under New York Stock Exchange corporate governance standards.

Rhea-AI Summary

Shift4 Payments, Inc. subsidiaries issued €435 million aggregate principal amount of 5.500% senior notes due 2033 as senior unsecured obligations guaranteed by certain subsidiaries. The transaction generated approximately $507.0 million in net proceeds, which may be used for general corporate purposes, including debt repayment, strategic acquisitions, growth initiatives, and potential repurchases of Class A common stock under the company’s stock repurchase program. The new notes form a single class with the Issuers’ existing €680 million 5.500% senior notes due 2033 and carry semi-annual interest payments each May 15 and November 15, starting May 15, 2026. The notes include optional redemption features, change of control and asset sale repurchase provisions, and customary covenants limiting additional debt, restricted payments, liens, certain asset sales, and affiliate transactions.

Rhea-AI Summary

Shift4 Payments, Inc. reported that its subsidiaries priced a tack-on debt offering of €435 million in aggregate principal amount of 5.500% senior notes due 2033. These new notes will be issued under the existing 2033 notes indenture, alongside €680 million of existing 5.500% senior notes due 2033, and are intended to form a single class of securities with identical terms other than issue date and issue price. The new notes were priced at 102.50% of principal and will bear interest at 5.500% per year. They are being sold in a private offering to qualified institutional buyers under Rule 144A and to certain investors outside the United States under Regulation S.

Rhea-AI Summary

Shift4 Payments (FOUR) furnished an update on its business by announcing financial results for the quarter ended September 30, 2025. The company reported these results via an Item 2.02 current report and attached the full press release as Exhibit 99.1. The information under Item 2.02 is designated as furnished, not filed under the Exchange Act, which limits its incorporation into other securities filings unless specifically referenced.

Rhea-AI Summary

Shift4 Payments, Inc. disclosed an amendment to a Settlement Line Credit Agreement for its wholly owned operating subsidiary, Shift4 LLC (also referenced as Shift4 Payments, LLC). The Amendment modifies the existing settlement line that provides up to $100.0 million of aggregate availability to support settlement obligations. The Amendment became effective upon satisfying customary conditions, with an effective date of September 29, 2025. The transaction updates the prior agreement originally dated September 30, 2024, and is documented in an Amendment dated September 26, 2025. This change preserves the company’s access to short‑term settlement liquidity through its banking counterparty, Citizens Bank, N.A.

Rhea-AI Summary

Shift4 Payments completed its acquisition of Global Blue Group Holding AG via an offer and a subsequent squeeze-out merger. Under the Merger Agreement, Global Blue merged into Merger Sub, which continues as a wholly owned subsidiary of Shift4, and non-tendered Global Blue shares were cancelled and converted into the applicable offer consideration without interest. A joint press release dated August 18, 2025 was issued. The filing includes standard forward-looking statements disclaimers noting risks including competition, international expansion and foreign exchange exposure, and potential integration challenges, and refers investors to Shift4's prior SEC filings for further risk factors.

Rhea-AI Summary

Amendment highlights and executive transitions (8-K/A): On August 5, 2025 Shift4 Payments amended its July 3, 2025 Form 8-K to report executive and director transitions and furnish a press release (Exhibit 99.2). Effective September 1, 2025 Christopher N. Cruz will become Chief Financial Officer; Nancy Disman will transition to Senior Advisor through January 2, 2026 and retire thereafter.

Key compensation and governance items: Cruz: $500,000 base salary, $500,000 target bonus, $2,000,000 signing bonus (repayable if terminated for Cause or resigns without Good Reason within 12 months), FY2026 RSU target >= $1,850,000, a $10,000,000 RSU award vesting in three annual installments and an $8,000,000 RSU award vesting in two installments (years 4 and 5); standard severance, acceleration and non-compete terms apply. Disman: $350,000 base, $200,000 cash bonus, 2025 target bonus >= $225,000, $3,350,000 RSU award vesting over three years and COBRA reimbursement provisions. Jordan Frankel: new Chief Legal Officer agreement with $350,000 base and $225,000 target bonus. Pro forma financial information is incorporated by reference as Exhibit 99.1.